Aptose Biosciences (APTOF) posts deeper Q1 loss and leans on Hanmi cash during pending acquisition

Rhea-AI Filing Summary

Aptose Biosciences Inc. reported a first quarter 2026 net loss of $7.6 million, wider than the $5.5 million loss a year earlier, as operating expenses rose to $7.2 million. Cash and restricted cash were $4.1 million, while shareholders’ deficit reached $34.7 million and working capital was negative.

The company states it does not have sufficient cash to fund operations and is relying on advances from Hanmi Pharmaceutical while undertaking cost reductions. Aptose is the target of an expected acquisition by Hanmi, under which shareholders will receive C$2.41 per share, a 28% premium to the 30-day VWAP at signing, with closing delayed pending Korean regulatory approvals.

Clinically, Aptose highlighted progress in its TUSCANY trial of tuspetinib in combination with venetoclax and azacitidine for newly diagnosed AML, including an upcoming oral presentation at EHA 2026, and it returned license rights to luxeptinib (CG-806) to CGI.

Positive

• Premium takeout valuation: The planned acquisition by Hanmi Pharmaceutical offers Aptose shareholders C$2.41 per share in cash, representing a 28% premium to the 30‑day VWAP of C$1.88 at the time of the arrangement agreement.
• Tuspetinib clinical momentum: The TUSCANY trial of tuspetinib plus venetoclax and azacitidine earned an oral presentation slot at EHA 2026, reflecting meaningful clinical interest in this frontline AML triplet regimen.

Negative

• Insufficient cash and reliance on Hanmi funding: Aptose reports $4.1 million in cash and restricted cash as of March 31, 2026, explicitly stating it does not have sufficient cash to fund operations and is relying on advances from Hanmi to continue operating.
• Deepening losses and shareholder deficit: Q1 2026 net loss widened to $7.6 million from $5.5 million, while shareholders’ deficit increased to $34.7 million and working capital was a negative $5.1 million, highlighting significant balance sheet pressure.
• Acquisition closing delayed by regulatory approvals: Completion of the Hanmi acquisition has been delayed because certain Korean regulatory approvals remain in process, adding timing uncertainty to the primary path forward for shareholders and operations.

Insights

Biotech earnings and M&A analyst

Q1 shows deep losses and cash strain, partly offset by a premium takeout deal.

Aptose reported a Q1 2026 net loss of $7.6M, up from $5.5M, driven by higher R&D and G&A, with total operating expenses at $7.2M. Net loss per share was $2.99 versus $2.61 a year earlier.

Liquidity is a central risk. Cash and restricted cash were only $4.1M, with negative working capital of $5.1M and shareholders’ deficit of $34.7M. The company explicitly notes it lacks sufficient cash to fund operations and is relying on advances from Hanmi, alongside cost-cutting.

The pending acquisition by Hanmi values shares at C$2.41, a 28% premium to the 30‑day VWAP at signing, but closing is delayed pending Korean regulatory approvals. On the clinical side, tuspetinib data strong enough for an EHA oral presentation supports the scientific rationale, yet actual investment outcomes hinge on completion of the Hanmi transaction and future disclosures on regulatory progress.

8-K Event Classification

2 items: 2.02, 9.01

2 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Net loss Q1 2026: $7.6 million Net loss per share: $2.99 per share Total operating expenses: $7.2 million +5 more

8 metrics

Net loss Q1 2026 $7.6 million Three months ended March 31, 2026; vs $5.5 million in 2025

Net loss per share $2.99 per share Basic and diluted, Q1 2026; vs $2.61 in Q1 2025

Total operating expenses $7.2 million Operating expenses for Q1 2026; vs $5.5 million in Q1 2025

Cash and restricted cash $4.1 million As of March 31, 2026

Shareholders’ deficit $34.7 million As of March 31, 2026; vs $27.2 million at December 31, 2025

Tuspetinib program costs $2.9 million Tuspetinib program R&D costs in Q1 2026; vs $1.5 million in 2025

Hanmi offer price C$2.41 per share Cash consideration under arrangement; 28% premium to C$1.88 30-day VWAP

Shares outstanding 2,552,429 shares Common shares issued and outstanding as of May 8, 2026

Key Terms

tuspetinib, TUSCANY clinical trial, minimal residual disease (MRD), working capital, +2 more

6 terms

tuspetinib medical

"developing a tuspetinib (TUS)-based triple drug frontline therapy to treat patients with newly diagnosed acute myeloid leukemia"

TUSCANY clinical trial medical

"Our TUSCANY clinical trial of tuspetinib in combination with venetoclax (VEN) and azacitidine (AZA) for frontline treatment of newly diagnosed acute myeloid leukemia"

minimal residual disease (MRD) medical

"demonstrated safety, complete remissions, and MRD negativity across patients with diverse mutations"

The presence of minimal residual disease (MRD) means a very small number of cancer cells remain in the body after treatment, too few to cause symptoms or show up on routine scans but detectable with sensitive tests. For investors it matters because MRD status is a strong early indicator of whether a patient is likely to relapse and is increasingly used as a trial endpoint and regulatory signal, affecting a therapy’s market prospects and valuation much like finding glowing embers after a fire signals risk of re-ignition.

working capital financial

"Working capital (5,084) (2,860)"

Working capital is the money a business has available to cover its daily expenses, like paying bills and buying supplies. It’s like the cash in your wallet that helps you handle everyday costs; having enough ensures the business can operate smoothly without running into money shortages.

accumulated deficit financial

"Accumulated deficit (574,069) (566,435)"

Accumulated deficit is the running total of a company’s past net losses minus any profits, showing how much the business has eaten into its own funds over time—think of it like a bank account that’s been overdrawn by repeated shortfalls. It matters to investors because a large accumulated deficit reduces the cushion that protects owners and creditors, can limit dividends or borrowing, and signals how much funding the company may need to reach profitability.

arrangement regulatory

"closing of the previously announced arrangement (the “Arrangement”) with Hanmi Pharmaceutical Co. Ltd."

An arrangement is a formal agreement or structured plan between two or more parties that spells out who will do what, when, and under what conditions for a transaction or ongoing relationship. For investors it matters because arrangements set the practical rules that drive cash flow, ownership, risk and timing—like a blueprint or recipe for how a deal will play out—so understanding them helps predict a company’s future value and potential surprises.

Earnings Snapshot

Net loss: $7.6 million

Q1 2026

Net loss $7.6 million +$2.1 million vs Q1 2025

Net loss per share $2.99 vs $2.61 in Q1 2025

Total operating expenses $7.2 million vs $5.5 million in Q1 2025

Cash and restricted cash $4.1 million vs $4.1 million at December 31, 2025

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False000088236100008823612026-05-132026-05-13iso4217:USDxbrli:sharesiso4217:USDxbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________

FORM 8-K

_________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  May 13, 2026

_______________________________

Aptose Biosciences Inc.

(Exact name of registrant as specified in its charter)

_______________________________

Canada	001-32001	98-1136802
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

66 Wellington Street West, Suite 5300

TD Bank Tower, Box 48

Toronto, Ontario M5K 1E6
Canada

(Address of Principal Executive Offices) (Zip Code)

(647) 479-9828

(Registrant's telephone number, including area code)

(Former name or former address, if changed since last report)

_______________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
None	N/A	N/A

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

On May 13, 2026, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information in the press release attached as Exhibit 99.1 hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

99.1		Press Release dated May 13, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Aptose Biosciences Inc.
Date: May 13, 2026	By:	/s/ William G. Rice, Ph.D.
		William G. Rice, Ph.D.
		Chairman, President, and Chief Executive Officer

EXHIBIT 99.1

Aptose Reports First Quarter 2026 Results

SAN DIEGO and TORONTO, May 13, 2026 (GLOBE NEWSWIRE) -- Aptose Biosciences Inc. (“Aptose” or the “Company”) (TSX: APS and OTC: APTOF), a clinical-stage precision oncology company developing a tuspetinib (TUS)-based triple drug frontline therapy to treat patients with newly diagnosed acute myeloid leukemia (AML), today announced financial results for the first quarter ended March 31, 2026, and provided a corporate update.   

“Our TUSCANY clinical trial of tuspetinib in combination with venetoclax (VEN) and azacitidine (AZA) for frontline treatment of newly diagnosed acute myeloid leukemia (AML) continues to deliver robust safety and response data, and we’re pleased that an update of our TUS+VEN+AZA triplet clinical data has been selected for an oral presentation at the upcoming EHA2026 Congress in June,” said William G. Rice, Ph.D., Chairman, President and Chief Executive Officer of Aptose. “Likewise, we are pleased that the expected acquisition of the Company by Hanmi Pharmaceutical will allow the continued development of tuspetinib for AML patients in need of a well-tolerated and broadly active therapy to treat those with even the most adverse of mutation profiles, including those with TP53-mutated disease.”

Key Corporate Highlights    

• Update on Acquisition of Aptose by Hanmi Pharmaceutical – On April 30, 2026, Aptose announced that the closing of the previously announced arrangement (the “Arrangement”) with Hanmi Pharmaceutical Co. Ltd. (“Hanmi”) and HS North America Ltd., a wholly owned subsidiary of Hanmi (together with Hanmi, the “Hanmi Purchasers”), has been delayed as certain Korean regulatory approvals pertaining to the Arrangement remain under way (press release here). The parties do not anticipate that the regulatory reviews will prevent closing and continue to work toward completing the Arrangement that they target for the month of May. The Company will provide a further update when available.
  
  Under the terms of the Arrangement Agreement, Aptose shareholders, other than the Hanmi Purchasers and their respective affiliates that hold any common shares of Aptose (the “Common Shares”), receive C$2.41 in cash per Common Share, which represents a premium of 28% over Aptose’s 30-day VWAP of C$1.88 on the Toronto Stock Exchange (TSX) at the date of the execution of the Arrangement Agreement. 

• Aptose Clinical Data to be Presented at EHA in Oral Presentation – Data from Aptose’s Phase 1/2 TUSCANY trial in newly diagnosed patients treated with tuspetinib (TUS) in combination with standard of care dosing venetoclax and azacitidine (TUS+VEN+AZA triplet) has been selected for oral presentation at the European Hematology Association Congress (EHA 2026), being held June 11-14, 2026, in Stockholm, Sweden. The TUS+VEN+AZA triplet is being developed as a safe and mutation agnostic frontline therapy to treat large, mutationally diverse populations of newly diagnosed AML patients who are ineligible to receive induction chemotherapy. As reported prior, the first two dose cohorts at 40 mg of TUS or 80 mg of TUS in the TUS+VEN+AZA triplet, demonstrated safety, complete remissions, and MRD negativity across patients with diverse mutations, including TP53-mutated/CK AML and FLT3-wildtype AML patients. The oral presentation at EHA will include updated data at the 80 mg and 120mg dose levels, as well as new data from the 160 mg dose of TUS, updated safety, complete remissions, minimal residual disease (MRD) and other clinical findings with a longer duration of follow up.
  
  EHA session title: s446 Novel treatments in AML
  
  Presentation title: TUSCANY Study of Safety and Efficacy of Tuspetinib Plus Standard of Care Venetoclax and Azacitidine in Study Participants with Newly Diagnosed AML Ineligible for Induction Chemotherapy
  
  Live session date & time: June 14, 2026 (11:00 – 12:15 CEST)
• Aptose Returns Luxeptinib License Rights to CGI – Aptose and CGI Invites Co., Ltd. (“CGI”) have entered into a Termination of License Agreement relating to the exclusive license originally granted to Aptose under a 2016 agreement (updated in 2018) whereby Aptose returned the license rights to CG-806 to CGI. Under the license agreement, Aptose held exclusive rights from CGI to develop and commercialize the compound CG-806, also known as luxeptinib (LUX).
  

FINANCIAL RESULTS OF OPERATIONS Aptose Biosciences Inc. Statements of Operations Data (unaudited) ($ in thousands, except for share and per share data)
	Three Months Ended
	March 31,
		2026					2025
Operating expenses:
Research and development	$	3,621		$		2,364
General and administrative		3,561				3,097
Total operating expenses		7,182				5,461
Total other expenses, net		(452	)			(82		)
Net loss	$	(7,634	)	$		(5,543		)
Net loss per common share, basic and diluted	$	(2.99	)	$		(2.61		)
Weighted average number of common shares outstanding, basic and diluted		2,552,429				2,126,287

Net loss for the three months ended March 31, 2026 of $7.6 million increased $2.1 million as compared with a net loss of $5.5 million for the comparable period in 2025. 

Aptose Biosciences Inc. Balance Sheet Data (unaudited) ($ in thousands)
		March 31,				December 31,
		2026				2025
Cash and restricted cash		$	4,105			$	4,096
Working capital			(5,084	)			(2,860	)
Total assets			10,723				10,012
Long-term liabilities			34,156				27,873
Accumulated deficit			(574,069	)			(566,435	)
Shareholders’ deficit			(34,672	)			(27,167	)

• Total cash and restricted cash as of March 31, 2026 was $4.1 million. The Company does not have sufficient cash to fund operations and relies on advances made by Hanmi to fund operations. The Company is actively deploying cost reduction efforts to extend cash runway.
  
  
• As of May 8, 2026, there were 2,552,429 Common Shares issued and outstanding. In addition, there were 37,083 Common Shares issuable upon the exercise of outstanding stock options and 1,139,085 Common Shares issuable upon the exercise of outstanding warrants.
  
  

RESEARCH AND DEVELOPMENT EXPENSES

Research and development expenses for the three months ended March 31, 2026 and 2025 were as follows:

		Three Months Ended
		March 31,
(in thousands)		2026			2025
Program costs – Tuspetinib	$	2,880		$	1,479
Program costs – Luxeptinib		(5	)		98
Personnel-related expenses		695			646
Stock-based compensation		51			141
Total	$	3,621		$	2,364

Research and development expenses increased by $1.2 million to $3.6 million for the three months ended March 31, 2026 as compared to $2.4 million for the comparable period in 2025. Changes to the components of our research and development expenses presented in the table above are primarily as a result of the following activities:

• Program costs for tuspetinib increased by $1.4 million to $2.9 million for the three months ended March 31, 2026 compared to $1.5 million for the comparable period in 2025. The higher program costs for tuspetinib in the current period are attributable to increased costs associated with the TUSCANY study as we continue the advancement of tuspetinib.
  
  
• Program costs for luxeptinib decreased by approximately $0.1 million during the three months ended March 31, 2026 compared to the comparable period in 2025 due to a decrease in clinical trial costs as the trial is being wound down.
  
  
• Personnel-related expenses remained relatively consistent during the three months ended March 31, 2026 compared to the comparable period in 2025 as headcount for research and development personnel remained consistent between periods.
  
  
• Stock-based compensation decreased by $0.1 million for the three months ended March 31, 2026 compared to the comparable period in 2025. This decrease was primarily due to stock options forfeited and/or vested in prior periods that are no longer being expensed resulting in lower expense in the current period.
  
  

About Aptose

Aptose Biosciences is a clinical-stage biotechnology company committed to developing precision medicines addressing unmet medical needs in oncology, with an initial focus on hematology. The Company's small molecule cancer therapeutics pipeline includes products designed to provide single agent efficacy and to enhance the efficacy of other anti-cancer therapies and regimens without overlapping toxicities. The Company’s lead clinical-stage compound tuspetinib (TUS), is an oral kinase inhibitor that has demonstrated activity as a monotherapy and in combination therapy in patients with relapsed or refractory acute myeloid leukemia (AML) and is being developed as a frontline triplet therapy in newly diagnosed AML. For more information, please visit www.aptose.com.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of Canadian and U.S. securities laws, including, but not limited to, statements regarding the Company’s clinical development plans, the clinical potential, anti-cancer activity, therapeutic potential, development and applications and safety profile of tuspetinib, clinical trials, upcoming milestones and presentation of additional data, cost reduction efforts, expectations regarding capital available to the Company to fund planned Company operations and advances by Hanmi, the Company’s cash runway, the planned acquisition by Hanmi and its expected closing date and statements relating to the Company’s plans, objectives, expectations and intentions and other statements including words such as “continue”, “expect”, “intend”, “will”, “hope” “should”, “would”, “may”, “potential” and other similar expressions. Such statements reflect our current views with respect to future events and are subject to risks and uncertainties and are necessarily based upon a number of estimates and assumptions that, while considered reasonable by us, are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors could cause our actual results, performance or achievements to be materially different from any future results, performance or achievements described in this press release. Such factors could include, among others: our ability to obtain the capital required for research and operations; the completion of the Hanmi acquisition; the inherent risks in early stage drug development including demonstrating efficacy; development time/cost and the regulatory approval process; the progress of our clinical trials; our ability to find and enter into agreements with potential partners; our ability to attract and retain key personnel; changing market and economic conditions; unexpected manufacturing defects, the evolving regulatory and political landscape and the funding of government programs and other risks detailed from time-to-time in our ongoing current reports, quarterly filings, annual information forms, annual reports and
  
Should one or more of these risks or uncertainties materialize, or should the assumptions set out in the section entitled "Risk Factors" in our filings with Canadian securities regulators and the United States Securities and Exchange Commission underlying those forward- looking statements prove incorrect, actual results may vary materially from those described herein. These forward-looking statements are made as of the date of this press release and we do not intend, and do not assume any obligation, to update these forward-looking statements, except as required by law. We cannot assure you that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Investors are cautioned that forward-looking statements are not guarantees of future performance and accordingly investors are cautioned not to put undue reliance on forward-looking statements due to the inherent uncertainty therein.  

For further information, please contact:

Aptose Biosciences Inc.                                          
Susan Pietropaolo                                                                                    
Corporate Communications & Investor Relations                         
201-923-2049                                                                
spietropaolo@aptose.com

FAQ

What were Aptose Biosciences (APTOF) Q1 2026 financial results?

Aptose reported a Q1 2026 net loss of $7.6 million, compared with $5.5 million a year earlier. Operating expenses rose to $7.2 million, and net loss per share was $2.99 versus $2.61, reflecting higher research and development and administrative spending.

How strong is Aptose Biosciences (APTOF) cash position as of March 31, 2026?

Aptose held $4.1 million in cash and restricted cash as of March 31, 2026. The company states it does not have sufficient cash to fund operations, has negative working capital of $5.1 million, and is relying on advances from Hanmi Pharmaceutical to support ongoing activities.

What are the key terms of the planned Hanmi acquisition of Aptose Biosciences (APTOF)?

Under the arrangement agreement, Aptose shareholders will receive C$2.41 in cash per share, excluding Hanmi and affiliates. This price represents a 28% premium to Aptose’s 30‑day VWAP of C$1.88 on the TSX at the time the agreement was executed.

Why has the closing of Hanmi’s acquisition of Aptose Biosciences (APTOF) been delayed?

Closing has been delayed because certain Korean regulatory approvals related to the arrangement are still in process. The parties do not anticipate that these reviews will prevent closing and continue working toward completion, targeting the month of May for closing, subject to approvals.

What clinical progress did Aptose Biosciences (APTOF) report for tuspetinib?

Aptose highlighted data from its Phase 1/2 TUSCANY trial of tuspetinib plus venetoclax and azacitidine in newly diagnosed AML. Updated triplet data have been selected for an oral presentation at the EHA 2026 Congress, including additional dose levels and longer follow‑up findings.

What happened to Aptose Biosciences (APTOF) luxeptinib program?

Aptose and CGI Invites Co., Ltd. entered a termination agreement for the CG‑806 license. Aptose returned its exclusive rights to luxeptinib to CGI, ending its rights to develop and commercialize that compound under the prior license arrangement.

How many Aptose Biosciences (APTOF) shares are outstanding and potentially issuable?

As of May 8, 2026, Aptose had 2,552,429 common shares outstanding. Additionally, 37,083 common shares were issuable upon exercise of stock options and 1,139,085 common shares were issuable upon exercise of outstanding warrants, reflecting potential future share issuance.

Filing Exhibits & Attachments

5 documents

Press Releases

• EX-99.1 PRESS RELEASE 43.2 KB

Other Documents

• EX-101 XBRL SCHEMA FILE 3.3 KB
• EX-101 XBRL DEFINITION FILE 25.5 KB
• EX-101 XBRL LABEL FILE 35.1 KB
• EX-101 XBRL PRESENTATION FILE 24.1 KB